Common use of Dispute Resolution and Governing Law Clause in Contracts

Dispute Resolution and Governing Law. 14.1 Any dispute, controversy, disagreement or claim of any kind whatsoever arising out of or in connection with or relating to this Agreement or the breach, termination or invalidity hereof (the “Dispute”), shall be submitted to final and binding arbitration at the request of any of the disputing Parties upon written notice to that effect to the other Parties. In the event of such arbitration: 14.1.1 the arbitration shall be through arbitration administered by the Singapore International Arbitration Center (“SIAC”) in accordance with the provisions of the arbitration rules of the SIAC, in force at the relevant time (which is deemed to be incorporated into this Agreement by reference); 14.1.2 all proceedings of such arbitration shall be in the English language. The seat of the arbitration shall be Singapore and the venue of the arbitration shall be Mumbai; 14.1.3 the arbitration shall be conducted before a tribunal (“Tribunal”) which consists of 3 (three) arbitrators. The claimant(s) shall nominate one arbitrator in the notice of arbitration. The respondent(s) shall nominate one arbitrator in the response to the notice of arbitration. The two party-nominated arbitrators shall then have twenty (20) days to agree, in consultation with the parties to the arbitration, upon the nomination of a third arbitrator to act as presiding arbitrator of the tribunal, barring which the President of SIAC shall select the third arbitrator (or any arbitrator that claimant(s) or respondent(s) fail to nominate in accordance with the foregoing); 14.1.4 the award rendered by the Tribunal shall, in addition to dealing with the merits of the case, fix the costs of the arbitration (which includes the Tribunal’s fees) and decide which of the parties thereto shall bear such costs or in what proportions such costs shall be borne by such parties; 14.1.5 arbitration awards shall be reasoned awards and shall be final and binding on the disputing Parties; 14.1.6 this arbitration agreement shall be governed by the Laws of Singapore. It is expressly agreed that: (a) provisions of Part I of the Arbitration and Conciliation Act, 1996 (India) will not apply to this arbitration agreement; and

Dispute Resolution and Governing Law. 14.1 16.1 The rights and obligations of the Parties under this Agreement and other legal relations arising out of this Agreement shall be governed in accordance with the laws of the Russian Federation. Any dispute, controversy, disagreement or complaint and/or claim of any kind whatsoever arising out of or in connection with or relating to this Agreement or Agreement, including the entry into force, execution, amendment, performance, breach, termination termination, validity, including any non-contractual obligations which can arise out of or invalidity hereof (the “Dispute”)in connection with this Agreement, shall be submitted referred to final and binding arbitration at the request of any of the disputing Parties upon written notice to that effect to the other Parties. In the event of such arbitration: 14.1.1 the arbitration shall be through finally resolved by arbitration administered by the Singapore International Commercial Arbitration Center Court at the Chamber of Commerce and Industry of the Russian Federation (“SIACICAC”) in accordance with the provisions of the arbitration its applicable regulations and rules of the SIAC, in force at the relevant time (which is deemed to be incorporated into this Agreement by reference); 14.1.2 all proceedings of such arbitration shall be in the English language. The seat of the arbitration shall be Singapore and the venue of the arbitration shall be Mumbai; 14.1.3 the arbitration shall be conducted before a tribunal (“TribunalICAC Rules”) which consists ). 16.2 An arbitral tribunal shall consist of 3 (three) arbitrators. The claimant(sBuyer shall select 1 (one) arbitrator and the Sellers shall select 1 (one) arbitrator. The third and presiding arbitrator shall be elected by the arbitrators elected by the Parties or for them. The arbitrations can be appointed either from the ICAC’s lists or not from such lists. 16.3 If the claimant and / or respondent have not exercised their right to appoint an arbitrator within the prescribed time limit, or if the two arbitrators have not reached an agreement on the appointment of a presiding arbitrator, such arbitrator(s) shall nominate one arbitrator in be appointed by the notice of arbitration. The respondent(s) shall nominate one arbitrator in the response to the notice of arbitration. The two party-nominated arbitrators shall then have twenty (20) days to agree, in consultation with the parties to the arbitration, upon the nomination of a third arbitrator to act as presiding arbitrator of the tribunal, barring which the President of SIAC shall select the third arbitrator (or any arbitrator that claimant(s) or respondent(s) fail to nominate ICAC in accordance with the foregoing);ICAC Rules. In such cases, the arbitrator(s) already appointed shall retain their powers. 14.1.4 the award rendered by the Tribunal shall, in addition to dealing with the merits of the case, fix the costs 16.4 The seat of the arbitration (which includes the Tribunal’s fees) and decide which shall be Moscow, Russian Federation. 16.5 The language of the parties thereto shall bear such costs or in what proportions such costs arbitration shall be borne by such parties;Russian. 14.1.5 arbitration awards shall be reasoned awards and 16.6 An arbitral award shall be final and binding for the Parties, it shall enter into force on the disputing Parties;date when it is rendered and is not subject to annulment. 14.1.6 this arbitration 16.7 The Parties by their express agreement shall be governed exclude the possibility of submitting an application to a competent state court for a decision on the absence of competence of the arbitral tribunal in connection with the issuance by the Laws arbitral tribunal of Singapore. It is expressly agreed that: a separate ruling on the preliminary issue of its competence. 16.8 The Parties by their express agreement exclude the possibility of consideration by a state court of the issue of appointing arbitrators, recusal of arbitrators or terminating their powers on other grounds. 16.9 Nothing in this Clause restricts the right of either Party to apply to any competent court for interim measures or for the recovery of evidence (a) either before or after the commencement of arbitration), as well as to apply for recognition and enforcement of the arbitral award. 16.10 For the avoidance of doubt, any matters to which the provisions of Part I Russian law applicable to arbitration proceedings in the territory of the Arbitration Russian Federation might apply are resolved in accordance with this Clause and Conciliation Act, 1996 (India) will not apply to this arbitration agreement; andthe ICAC Rules.

Dispute Resolution and Governing Law. 14.1 Any dispute, controversy, disagreement or claim 17.1 In the event of any kind whatsoever a dispute between the parties arising out of or relating to this Agreement, representatives of the parties responsible for the day-to-day operations under this Agreement (the “Operations Representatives”) will meet and work in good faith to attempt to resolve such dispute prior to initiating any action hereunder for a period of thirty (30) days from the date of written notice of such dispute from either party. If the Operations Representatives fail to reach a resolution mutually satisfactory to both parties within such time period, the dispute will be referred to members of the senior management of both parties, who will meet and work in good faith to attempt to resolve such dispute for a period of thirty (30) days after completion of the Operations Representatives’ discussions. 17.2 In the event that any such dispute cannot be resolved thereby within the aforementioned thirty (30) day period (the last day of such thirty (30) day period being herein referred to as the “Arbitration Date”), such dispute shall be finally settled by arbitration in Philadelphia, Pennsylvania, using the English language in accordance with the Arbitration Rules and Procedures of the American Arbitration Association then in effect, by one or more commercial arbitrator(s) with substantial experience in resolving complex commercial contract disputes, who may or may not be selected from the appropriate list of AAA arbitrators. If the parties cannot agree upon the number and identity of the arbitrators within fifteen (15) days following the Arbitration Date, then a single arbitrator shall be selected on an expedited basis in accordance with the Arbitration Rules and Procedures of AAA, provided that any arbitrator so selected shall have substantial experience in the pharmaceutical industry. The arbitrator(s) shall have the authority to grant specific performance and to allocate between the parties the costs of arbitration (including service fees, arbitrator fees and all other fees related to the arbitration) in such equitable manner as the arbitrator(s) may determine. The prevailing party in the arbitration shall be entitled to receive reimbursement of its reasonable expenses (including reasonable attorneys’ fees, expert witness fees and all other expenses) incurred in connection with therewith. Judgment upon the award so rendered may be entered in a court having jurisdiction or application may be made to such court for judicial acceptance of any award and an order of enforcement, as the case may be. Notwithstanding the foregoing, each party shall have the right to institute an action in a court of proper jurisdiction for preliminary injunctive relief pending a final decision by the arbitrator(s), provided that a permanent injunction and damages shall only be awarded by the arbitrator(s). In any action or proceeding to enforce rights under this Agreement, the prevailing party shall be entitled to recover costs and attorneys’ fees. For the avoidance of doubt, the validity, construction, and enforceability of this Agreement and the resolution of disputes arising out of and relating to this Agreement and any related agreements, collectively or the breach, termination or invalidity hereof (the “Dispute”)separately, shall be submitted to final and binding arbitration at the request of any of the disputing Parties upon written notice to that effect to the other Parties. In the event of such arbitration:governed solely by this Section 17.2. 14.1.1 the arbitration shall be through arbitration administered by the Singapore International Arbitration Center (“SIAC”) in accordance with the provisions of the arbitration rules of the SIAC, in force at the relevant time (which is deemed to be incorporated into this 17.3 This Agreement by reference); 14.1.2 all proceedings of such arbitration shall be in the English language. The seat of the arbitration shall be Singapore and the venue of the arbitration shall be Mumbai; 14.1.3 the arbitration shall be conducted before a tribunal (“Tribunal”) which consists of 3 (three) arbitrators. The claimant(s) shall nominate one arbitrator in the notice of arbitration. The respondent(s) shall nominate one arbitrator in the response to the notice of arbitration. The two party-nominated arbitrators shall then have twenty (20) days to agree, in consultation with the parties to the arbitration, upon the nomination of a third arbitrator to act as presiding arbitrator of the tribunal, barring which the President of SIAC shall select the third arbitrator (or any arbitrator that claimant(s) or respondent(s) fail to nominate in accordance with the foregoing); 14.1.4 the award rendered by the Tribunal shall, in addition to dealing with the merits of the case, fix the costs of the arbitration (which includes the Tribunal’s fees) and decide which of the parties thereto shall bear such costs or in what proportions such costs shall be borne by such parties; 14.1.5 arbitration awards shall be reasoned awards and shall be final and binding on the disputing Parties; 14.1.6 this arbitration agreement shall be governed by the Laws of Singapore. It is expressly agreed that: (a) provisions of Part I laws of the Arbitration and Conciliation Act, 1996 (India) will State of Pennsylvania without regard to the conflicts of law provisions thereof. The United Nations Convention on Contracts for the International Sale of Goods shall not apply to this arbitration agreement; andAgreement.

Dispute Resolution and Governing Law. 14.1 12.1 Any dispute, controversy, disagreement or claim of any kind whatsoever arising out of or in connection with or relating to this Agreement or the breach, termination or invalidity hereof (the “Dispute”), shall be submitted to final and binding arbitration at the request of any of the disputing Parties upon written notice to that effect to the other Parties. In the event of such arbitration: 14.1.1 (a) the arbitration shall be through arbitration administered by the Singapore International Arbitration Center (“SIAC”) in accordance with the provisions of the arbitration rules of the SIAC, in force at the relevant time (which is deemed to be incorporated into this Agreement by reference); 14.1.2 (b) all proceedings of such arbitration shall be in the English language. The seat of the arbitration shall be Singapore and the venue of the arbitration shall be Mumbai; 14.1.3 (c) the arbitration shall be conducted before a tribunal (“Tribunal”) which consists of 3 (three) arbitrators. The claimant(s) shall nominate one 1 (one) arbitrator in the notice of arbitration. The respondent(s) shall nominate one 1 (one) arbitrator in the response to the notice of arbitration. The two party-nominated arbitrators shall then have twenty (20) days to agree, in consultation with the parties to the arbitration, upon the nomination of a third arbitrator to act as presiding arbitrator of the tribunal, barring which the President of SIAC shall select the third arbitrator (or any arbitrator that claimant(s) or respondent(s) fail to nominate in accordance with the foregoing); 14.1.4 (d) the award rendered by the Tribunal shall, in addition to dealing with the merits of the case, fix the costs of the arbitration (which includes the Tribunal’s fees) and decide which of the parties thereto shall bear such costs or in what proportions such costs shall be borne by such parties; 14.1.5 (e) arbitration awards shall be reasoned awards and shall be final and binding on the disputing Parties; 14.1.6 (f) this arbitration agreement shall be governed by the Laws of Singapore. It is expressly agreed that: (a) provisions of Part I of the Arbitration and Conciliation Act, 1996 (India) will not apply to this arbitration agreement; and (b) provisions of Part II of the Arbitration and Conciliation Act, 1996 (India) will apply to this arbitration agreement; and (g) the existence or subsistence of a dispute between the Parties, or the commencement or continuation of arbitration proceedings, shall not, in any manner, prevent or postpone the performance of those obligations of Parties under the Agreement which are not in dispute, and the arbitrators shall give due consideration to such performance, if any, in making a final award. 12.2 Nothing shall preclude any Party from seeking interim or permanent equitable or injunctive relief, or both. The pursuit of equitable or injunctive relief shall not be a waiver of the right of such Party to pursue any other remedy or relief through the arbitration described in this Clause 12. 12.3 This Agreement shall in all respects be governed and interpreted by and construed in accordance with the laws of India. [THE REMAINDER OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK]

Dispute Resolution and Governing Law. 14.1 12.1 Any dispute, controversy, disagreement or claim of any kind whatsoever arising out of or in connection with or relating to this Agreement or the breach, termination or invalidity hereof (the “Dispute”), shall be submitted to final and binding arbitration at the request of any of the disputing Parties upon written notice to that effect to the other Parties. In the event of such arbitration: 14.1.1 (a) the arbitration shall be through arbitration administered by the Singapore International Arbitration Center (“SIAC”) in accordance with the provisions of the arbitration rules of the SIAC, in force at the relevant time (which is deemed to be incorporated into this Agreement by reference); 14.1.2 (b) all proceedings of such arbitration shall be in the English language. The seat of the arbitration shall be Singapore and the venue of the arbitration shall be Mumbai; 14.1.3 (c) the arbitration shall be conducted before a tribunal (“Tribunal”) which consists of 3 (three) arbitrators. The claimant(s) shall nominate one 1 (one) arbitrator in the notice of arbitration. The respondent(s) shall nominate one 1 (one) arbitrator in the response to the notice of arbitration. The two party-nominated arbitrators shall then have twenty 20 (20twenty) days to agree, in consultation with the parties to the arbitration, upon the nomination of a third arbitrator to act as presiding arbitrator of the tribunal, barring which the President of SIAC shall select the third arbitrator (or any arbitrator that claimant(s) or respondent(s) fail to nominate in accordance with the foregoing); 14.1.4 (d) the award rendered by the Tribunal shall, in addition to dealing with the merits of the case, fix the costs of the arbitration (which includes the Tribunal’s fees) and decide which of the parties thereto shall bear such costs or in what proportions such costs shall be borne by such parties; 14.1.5 (e) arbitration awards shall be reasoned awards and shall be final and binding on the disputing Parties; 14.1.6 (f) this arbitration agreement shall be governed by the Laws of Singapore. It is expressly agreed that: (a) provisions of Part I of the Arbitration and Conciliation Act, 1996 (India) will not apply to this arbitration agreement; and (b) provisions of Part II of the Arbitration and Conciliation Act, 1996 (India) will apply to this arbitration agreement; and (g) the existence or subsistence of a dispute between the Parties, or the commencement or continuation of arbitration proceedings, shall not, in any manner, prevent or postpone the performance of those obligations of Parties under the Agreement which are not in dispute, and the arbitrators shall give due consideration to such performance, if any, in making a final award. 12.2 Nothing shall preclude any Party from seeking interim or permanent equitable or injunctive relief, or both. The pursuit of equitable or injunctive relief shall not be a waiver of the right of such Party to pursue any other remedy or relief through the arbitration described in this Clause 12. 12.3 This Agreement shall in all respects be governed and interpreted by, and construed in accordance with the laws of India. [THE REMAINDER OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK]

Dispute Resolution and Governing Law. 14.1 12.1 Any dispute, controversy, disagreement or claim of any kind whatsoever arising out of or in connection with or relating to this Agreement or the breach, termination or invalidity hereof (the “Dispute”), shall be submitted to final and binding arbitration at the request of any of the disputing Parties upon written notice to that effect to the other Parties. In the event of such arbitration: 14.1.1 (a) the arbitration shall be through arbitration administered by the Singapore International Arbitration Center (“SIAC”) in accordance with the provisions of the arbitration rules of the SIAC, in force at the relevant time (which is deemed to be incorporated into this Agreement by reference); 14.1.2 (b) all proceedings of such arbitration shall be in the English language. The seat of the arbitration shall be Singapore and the venue of the arbitration shall be Mumbai; 14.1.3 (c) the arbitration shall be conducted before a tribunal (“Tribunal”) which consists of 3 (three) arbitrators. The claimant(s) shall nominate one arbitrator in the notice of arbitration. The respondent(s) shall nominate one arbitrator in the response to the notice of arbitration. The two party-nominated arbitrators shall then have twenty 20 (20twenty) days Business Days to agree, in consultation with the parties to the arbitration, upon the nomination of a third arbitrator to act as presiding arbitrator of the tribunal, barring which the President of SIAC shall select the third arbitrator (or any arbitrator that claimant(s) or respondent(s) fail to nominate in accordance with the foregoing); 14.1.4 (d) the award rendered by the Tribunal shall, in addition to dealing with the merits of the case, fix the costs of the arbitration (which includes the Tribunal’s fees) and decide which of the parties thereto shall bear such costs or in what proportions such costs shall be borne by such parties; 14.1.5 (e) arbitration awards shall be reasoned awards and shall be final and binding on the disputing Parties; 14.1.6 (f) this arbitration agreement shall be governed by the Laws of Singapore. It is expressly agreed that: (a) provisions of Part I of the Arbitration and Conciliation Act, 1996 (India) will not apply to this arbitration agreement; and (b) provisions of Part II of the Arbitration and Conciliation Act, 1996 (India) will apply to this arbitration agreement; and (g) the existence or subsistence of a dispute between the Parties, or the commencement or continuation of arbitration proceedings, shall not, in any manner, prevent or postpone the performance of those obligations of Parties under the Agreement which are not in dispute, and the arbitrators shall give due consideration to such performance, if any, in making a final award. 12.2 Nothing shall preclude any Party from seeking interim or permanent equitable or injunctive relief, or both. The pursuit of equitable or injunctive relief shall not be a waiver of the right of such Party to pursue any other remedy or relief through the arbitration described in this Clause 12. 12.3 This Agreement shall in all respects be governed and interpreted by, and construed in accordance with the laws of India. [THE REMAINDER OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK]

Dispute Resolution and Governing Law. 14.1 11.1 Any dispute, controversy, disagreement or claim of any kind whatsoever arising out of or in connection with or relating to this Agreement or the breach, termination or invalidity hereof (the “Dispute”), shall be submitted to final and binding arbitration at the request of any of the disputing Parties upon written notice to that effect to the other Parties. In the event of such arbitration: 14.1.1 (a) the arbitration shall be through arbitration administered by the Singapore International Arbitration Center (“SIAC”) in accordance with the provisions of the arbitration rules of the SIAC, in force at the relevant time (which is deemed to be incorporated into this Agreement by reference); 14.1.2 (b) all proceedings of such arbitration shall be in the English language. The seat of the arbitration shall be Singapore and the venue of the arbitration shall be Mumbai; 14.1.3 (c) the arbitration shall be conducted before a tribunal (“Tribunal”) which consists of 3 (three) arbitrators. The claimant(s) shall nominate one arbitrator in the notice of arbitration. The respondent(s) shall nominate one 1 (one) arbitrator in the response to the notice of arbitration. The two party-nominated arbitrators shall then have twenty (20) days to agree, in consultation with the parties to the arbitration, upon the nomination of a third arbitrator to act as presiding arbitrator of the tribunal, barring which the President of SIAC shall select the third arbitrator (or any arbitrator that claimant(s) or respondent(s) fail to nominate in accordance with the foregoing); 14.1.4 (d) the award rendered by the Tribunal shall, in addition to dealing with the merits of the case, fix the costs of the arbitration (which includes the Tribunal’s fees) and decide which of the parties thereto shall bear such costs or in what proportions such costs shall be borne by such parties; 14.1.5 (e) arbitration awards shall be reasoned awards and shall be final and binding on the disputing Parties; 14.1.6 (f) this arbitration agreement shall be governed by the Laws of Singapore. It is expressly agreed that: (a) provisions of Part I of the Arbitration and Conciliation Act, 1996 (India) will not apply to this arbitration agreement; and (b) provisions of Part II of the Arbitration and Conciliation Act, 1996 (India) will apply to this arbitration agreement; and (g) the existence or subsistence of a dispute between the Parties, or the commencement or continuation of arbitration proceedings, shall not, in any manner, prevent or postpone the performance of those obligations of Parties under the Agreement which are not in dispute, and the arbitrators shall give due consideration to such performance, if any, in making a final award. 11.2 Nothing shall preclude any Party from seeking interim or permanent equitable or injunctive relief, or both. The pursuit of equitable or injunctive relief shall not be a waiver of the right of such Party to pursue any other remedy or relief through the arbitration described in this Clause 11. 11.3 This Agreement shall in all respects be governed and interpreted by, and construed in accordance with the laws of India. [THE REMAINDER OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK] Boundaries: For Plot No. C-32: By North Plot No. 33 By South Road By East Plot Nos. C-47 and C-48 By West Road For Plot Nos. C-47 and C-48: By North Plot No. 46 By South Road By East Proposed Road By West Plot Nos. C-32 and C-33 1. ▇▇▇▇▇▇▇ ▇▇▇▇▇▇▇ 9999 99.99% 2. Priyanka ▇▇▇▇▇▇▇ 1 0.01% 1. The Company is incorporated under the Act and is duly organized and validly existing under Applicable Law. 2. The Company has been incorporated as a special purpose vehicle for the purpose of engaging in the business of owning, operating, and managing hotels. The Company does not have, and never had, any employees and does not hold any investments. 3. The Sellers and the Company have the power and authority to execute, deliver and perform this Agreement and to consummate the transactions contemplated by this Agreement. This Agreement has been duly and validly executed by them and constitutes, and upon the execution and delivery by them will constitute, legal, valid and binding obligations, enforceable against them in accordance with their respective terms. 4. The shareholding pattern of the Company as of the date of this Agreement is set forth in Part A of SCHEDULE II. Other than as set forth in SCHEDULE II, the Company has not issued or agreed to issue any shares or securities or instruments, whether convertible, non- convertible securities or securities exchangeable for shares, to any Person. 5. Each Seller is the legal and beneficial owner of their Individual Transfer Securities, free from all Encumbrances. Upon Transfer of their Individual Transfer Securities as contemplated in this Agreement, the Acquirers shall be the sole legal and beneficial owner of their respective Transfer Securities free from any Encumbrance and shall have good and marketable title to their respective Transfer Securities. 6. Each Seller has full voting and decision-making power with respect to the Individual Transfer Securities held by it, and such Individual Transfer Securities are not subject to any proxy, voting trust or other contract relating to the ownership, voting, dividend rights or disposition thereof. 7. All the Equity Shares have been validly issued, allotted and transferred in accordance with the Act and rules made thereunder. 8. Each of the Sellers and the Company are not insolvent or bankrupt under the Applicable Law, nor does it have any proceedings admitted in any court of competent jurisdiction against them in this regard as of the date of this Agreement. 9. The execution, delivery and performance by the each of the Sellers and the Company, of this Agreement and the transactions contemplated hereby does not violate, conflict with, result in a breach of the terms, conditions or provisions of, result in the creation of any Encumbrances or constitute a default, an event of default (or an event that, with the giving of notice or lapse of time or both, would constitute an event of default) or an event creating rights of acceleration, modification, termination or cancellation or a loss of rights under any or all of the following (as relevant): (a) the Company’s Charter Documents; (b) any contract to which they are a party and is material to the transactions contemplated by this Agreement and requisite waivers/ consents, where necessary, have been obtained in this regard; (c) any approval or Order to which they are a party or by which they are bound, in each case, that is material to the transactions contemplated by this Agreement; and (d) any Applicable Law affecting them, which would affect their ability to consummate the transactions contemplated herein. 10. No approval or consent to, from or with any Person is required by the Sellers or the Company in connection with the execution, delivery and performance of this Agreement or the consummation of the transactions contemplated hereby, the absence of which may reasonably be expected to restrain, prevent or make illegal the consummation of the transactions contemplated by this Agreement. 11. As of the date of this Agreement, there is no private or governmental action, suit, proceeding, claim, arbitration or investigation, pending before any agency, court or tribunal, foreign or domestic, which is ongoing against each Seller or the Company (whether by way of counter claim or appeal or otherwise) that may reasonably be expected to restrain, prevent or make illegal the consummation of the transactions contemplated by this Agreement, and to its knowledge, there are no facts or circumstances existing as of the date of this Agreement that are reasonably likely to give rise to any such proceeding, claim, arbitration or investigation.

Dispute Resolution and Governing Law. 14.1 12.1 Any dispute, controversy, disagreement or claim of any kind whatsoever arising out of or in connection with or relating to this Agreement or the breach, termination or invalidity hereof (the “Dispute”), shall be submitted to final and binding arbitration at the request of any of the disputing Parties upon written notice to that effect to the other Parties. In the event of such arbitration: 14.1.1 (a) the arbitration shall be through arbitration administered by the Singapore International Arbitration Center (“SIAC”) in accordance with the provisions of the arbitration rules of the SIAC, in force at the relevant time (which is deemed to be incorporated into this Agreement by reference); 14.1.2 (b) all proceedings of such arbitration shall be in the English language. The seat of the arbitration shall be Singapore and the venue of the arbitration shall be Mumbai; 14.1.3 (c) the arbitration shall be conducted before a tribunal (“Tribunal”) which consists of 3 (three) arbitrators. The claimant(s) shall nominate one 1 (one) arbitrator in the notice of arbitration. The respondent(s) shall nominate one arbitrator in the response to the notice of arbitration. The two party-nominated arbitrators shall then have twenty 20 (20twenty) days Business Days to agree, in consultation with the parties to the arbitration, upon the nomination of a third arbitrator to act as presiding arbitrator of the tribunal, barring which the President of SIAC shall select the third arbitrator (or any arbitrator that claimant(s) or respondent(s) fail to nominate in accordance with the foregoing); 14.1.4 (d) the award rendered by the Tribunal shall, in addition to dealing with the merits of the case, fix the costs of the arbitration (which includes the Tribunal’s fees) and decide which of the parties thereto shall bear such costs or in what proportions such costs shall be borne by such parties; 14.1.5 (e) arbitration awards shall be reasoned awards and shall be final and binding on the disputing Parties; 14.1.6 (f) this arbitration agreement shall be governed by the Laws of Singapore. It is expressly agreed that: (a) provisions of Part I of the Arbitration and Conciliation Act, 1996 (India) will not apply to this arbitration agreement; and (b) provisions of Part II of the Arbitration and Conciliation Act, 1996 (India) will apply to this arbitration agreement; and (g) the existence or subsistence of a dispute between the Parties, or the commencement or continuation of arbitration proceedings, shall not, in any manner, prevent or postpone the performance of those obligations of Parties under the Agreement which are not in dispute, and the arbitrators shall give due consideration to such performance, if any, in making a final award. 12.2 Nothing shall preclude any Party from seeking interim or permanent equitable or injunctive relief, or both. The pursuit of equitable or injunctive relief shall not be a waiver of the right of such Party to pursue any other remedy or relief through the arbitration described in this Clause 12. 12.3 This Agreement shall in all respects be governed and interpreted by, and construed in accordance with the laws of India. [THE REMAINDER OF THIS PAGE HAS BEEN INTENTIONALLY LEFT BLANK]

Dispute Resolution and Governing Law. 14.1 6.1 Any dispute, controversy, disagreement or claim of any kind whatsoever arising out of or in connection with or relating to this Agreement or the breach, termination or invalidity hereof (the “Dispute”), shall be submitted to final and binding arbitration at the request of any of the disputing Parties upon written notice to that effect to the other Parties. In the event of such arbitration: 14.1.1 (a) the arbitration shall be through arbitration administered by the Singapore International Arbitration Center (“SIAC”) in accordance with the provisions of the arbitration rules of the SIAC, in force at the relevant time (which is deemed to be incorporated into this Agreement by reference); 14.1.2 (b) all proceedings of such arbitration shall be in the English language. The seat of the arbitration shall be Singapore and the venue of the arbitration shall be Mumbai; 14.1.3 (c) the arbitration shall be conducted before a tribunal (“Tribunal”) which consists of 3 (three) arbitrators. The claimant(s) shall nominate one arbitrator in the notice of arbitration. The respondent(s) shall nominate one arbitrator in the response to the notice of arbitration. The two party-nominated arbitrators shall then have twenty 20 (20twenty) days Business Days to agree, in consultation with the parties to the arbitration, upon the nomination of a third arbitrator to act as presiding arbitrator of the tribunal, barring which the President of SIAC shall select the third arbitrator (or any arbitrator that claimant(s) or respondent(s) fail to nominate in accordance with the foregoing); 14.1.4 (d) the award rendered by the Tribunal shall, in addition to dealing with the merits of the case, fix the costs of the arbitration (which includes the Tribunal’s fees) and decide which of the parties thereto shall bear such costs or in what proportions such costs shall be borne by such parties; 14.1.5 (e) arbitration awards shall be reasoned awards and shall be final and binding on the disputing Parties; 14.1.6 (f) this arbitration agreement shall be governed by the Laws of Singapore. It is expressly agreed that: (a) provisions of Part I of the Arbitration and Conciliation Act, 1996 (India) will not apply to this arbitration agreement; and (b) provisions of Part II of the Arbitration and Conciliation Act, 1996 (India) will apply to this arbitration agreement; and (g) the existence or subsistence of a dispute between the Parties, or the commencement or continuation of arbitration proceedings, shall not, in any manner, prevent or postpone the performance of those obligations of Parties under the Agreement which are not in dispute, and the arbitrators shall give due consideration to such performance, if any, in making a final award. 6.2 Nothing shall preclude any Party from seeking interim or permanent equitable or injunctive relief, or both. The pursuit of equitable or injunctive relief shall not be a waiver of the right of such Party to pursue any other remedy or relief through the arbitration described in this Clause 6. 6.3 This Agreement shall in all respects be governed and interpreted by, and construed in accordance with the laws of India.